Terms of Service

In these Terms of Service, the following terms shall have the meanings ascribed to them below. Where the context permits, the singular shall include the plural and vice versa.

By accessing or using the Platform in any manner — including by browsing, creating an account, placing an Order, applying as a Seller, or accessing the B2B portal — you unconditionally accept and agree to be legally bound by this Agreement. If you do not agree to all terms and conditions of this Agreement, you must immediately cease use of the Platform.

If you are using the Platform on behalf of a legal entity, you represent and warrant that: (a) you have full legal authority to bind that entity to this Agreement; (b) you have read and understood this Agreement; and (c) you agree to this Agreement on that entity's behalf. In such case, "you" shall refer to that entity.

Brantelo reserves the right to amend this Agreement at any time. Amendments will be published on the Platform with an updated effective date. For registered Users, material changes will be notified by email. Your continued use of the Platform after the effective date of any amendment constitutes acceptance of the revised Agreement. If you object to any amendment, your sole remedy is to close your account and cease using the Platform.

Users must be at least eighteen (18) years of age. The Platform is not intended for use by minors. By accepting this Agreement you represent that you meet this minimum age requirement.

Brantelo operates a global online marketplace for automotive and EV parts, facilitating transactions between three categories of participants: Buyers (B2C), B2B Buyers (wholesale), and Sellers. The Platform enables Sellers to list Products, Buyers and B2B Buyers to discover and purchase Products, and Brantelo to provide the technological infrastructure and marketplace services enabling those transactions.

IMPORTANT — Marketplace Disclaimer: Where Products are listed and sold by third-party Sellers, Brantelo acts solely as a marketplace intermediary and is not the seller, manufacturer, importer, or distributor of those Products. The Contract of Sale for Seller-listed Products is formed directly between the Buyer (or B2B Buyer) and the relevant Seller. Brantelo is not a party to that contract and does not assume the obligations or liabilities of the Seller thereunder, except to the extent explicitly stated in this Agreement.

Brantelo may also sell Products directly ("Brantelo Direct Listings"), in which case Brantelo acts as the seller and the terms herein apply to Brantelo in that capacity.

Brantelo does not pre-approve, inspect, or guarantee the quality, safety, legality, or fitness for purpose of third-party Seller Products. Buyers and B2B Buyers should exercise their own due diligence when purchasing from third-party Sellers.

To access certain features of the Platform — including placing Orders, accessing the B2B portal, or managing Seller listings — you must register for an account by providing accurate, current, and complete information as prompted by the registration form.

You represent and warrant that all information provided during registration and maintained in your account profile is and shall remain accurate, current, and complete. You agree to promptly update your account information to maintain its accuracy.

You are solely responsible for: (a) maintaining the confidentiality of your account credentials (email address and password); (b) all activity that occurs under your account, whether or not authorised by you; and (c) notifying Brantelo immediately at sales@brantelo.com upon becoming aware of any unauthorised access to or use of your account.

Passwords are stored as cryptographic hashes; Brantelo staff will never ask for your password. You must not share your account credentials with any third party. Accounts are personal and non-transferable unless expressly agreed in writing by Brantelo.

Brantelo reserves the right to suspend or terminate any account at any time, with or without notice, where Brantelo reasonably suspects: (a) breach of this Agreement; (b) fraudulent, abusive, or unlawful conduct; (c) provision of false registration information; or (d) prolonged inactivity constituting abandonment.

Each individual or legal entity may register only one account per category (Buyer, B2B Buyer, or Seller) unless Brantelo expressly authorises additional accounts in writing. Operating multiple accounts to circumvent restrictions or bans is a material breach of this Agreement.

This Section 5 applies specifically to individuals and entities using the Platform as Buyers for non-wholesale purchases. B2B Buyers should additionally refer to Section 6; Sellers should refer to Section 9.

5.1 Eligibility. Buyers must be at least 18 years of age and have the legal capacity to enter into binding contracts under applicable law. Corporate buyers (purchasing for internal business use) may register as Buyers; however, they should note that Consumer protection provisions (Sections 5.3–5.5) apply only to natural persons acting outside their trade or profession.

5.2 Product Information. Brantelo and Sellers make reasonable efforts to display accurate product descriptions, images, specifications, and pricing. However, product images are illustrative only and may not perfectly represent the delivered item. Minor variations in colour, packaging, or labelling do not constitute a material defect.

5.3 EU Statutory Cooling-Off Right (Consumers Only). Pursuant to EU Directive 2011/83/EU, Consumer Buyers residing in a European Union Member State have the right to withdraw from a distance purchase contract within fourteen (14) calendar days from the date on which the Consumer or a nominated third party takes physical possession of the Product, without providing any reason. To exercise this right, the Consumer must notify Brantelo or the relevant Seller in writing (email to sales@brantelo.com) within the 14-day period, clearly stating their intention to withdraw. The Consumer must return the Product within a further 14 days of giving withdrawal notice, in its original unused condition with all original packaging, accessories, and documentation. Return shipping costs are borne by the Consumer unless the Product is defective or incorrectly delivered.

5.4 Exceptions to the Cooling-Off Right. The right of withdrawal under Section 5.3 does NOT apply to: (a) Products that have been installed, used, modified, or whose seals have been broken; (b) custom-ordered, personalised, or private-label Products manufactured to the Consumer's specifications; (c) Products that have been mixed inseparably with other goods after delivery; (d) orders of two (2) or more units of the same SKU, which are deemed wholesale purchases excluded from consumer cooling-off provisions; (e) B2B transactions, which are entirely excluded.

5.5 Statutory Guarantee (EU Consumers). Under EU Directive 2019/771 on the Sale of Goods, Consumer Buyers are entitled to a two (2) year statutory legal guarantee against non-conformity of goods from the date of delivery. This statutory guarantee is in addition to, and does not limit, any commercial warranty provided by the Seller or manufacturer.

5.6 Buyers outside the European Union do not benefit from EU Consumer protection provisions. Returns and refunds for non-EU Buyers are governed solely by the Seller's stated return policy and Section 8 of this Agreement.

This Section 6 governs the additional terms and conditions applicable to B2B Buyers accessing the Platform's wholesale portal. B2B Buyers are legal entities (companies, partnerships, or other commercial organisations) that have applied for and received B2B account approval from Brantelo.

6.1 Application & Approval. B2B account status is granted at Brantelo's sole discretion following review of the submitted application. Brantelo may request additional documentation to verify business legitimacy, VAT registration, or commercial intent. Brantelo reserves the right to reject any B2B application without providing reasons and to revoke B2B status at any time upon reasonable notice.

6.2 Exclusion of Consumer Rights. B2B Buyers acknowledge and agree that: (a) all purchases through the B2B portal are made in the course of business; (b) EU Consumer protection provisions — including the 14-day cooling-off right under Directive 2011/83/EU and the 2-year statutory guarantee under Directive 2019/771 — do not apply to B2B transactions; and (c) returns, refunds, and disputes are governed exclusively by Sections 8 and 13 of this Agreement and the specific commercial terms agreed at the time of Order.

6.3 Wholesale Pricing & Tiers. B2B Buyers access tiered wholesale pricing based on order volume: Retail pricing applies to orders of 1–9 units per SKU; Wholesale pricing applies to orders of 10–49 units per SKU; Distributor pricing applies to orders of 50 or more units per SKU. Prices are displayed exclusive of VAT unless otherwise indicated. Brantelo reserves the right to modify pricing tiers at any time with 14 days' notice.

6.4 Payment Terms. B2B Buyers may select from available payment terms at checkout: Net-30 (payment due within 30 days of invoice date), Net-60, or Prepaid. Late payments shall accrue interest at the rate of eight percent (8%) per annum above the European Central Bank base rate, calculated daily, pursuant to EU Directive 2011/7/EU on combating late payment in commercial transactions. Brantelo reserves the right to suspend B2B account access pending resolution of overdue balances.

6.5 VAT & Tax. B2B Buyers with a valid EU VAT number may qualify for intra-EU supply with reverse charge (zero-rated VAT on cross-border EU B2B transactions). It is the B2B Buyer's responsibility to provide accurate VAT information and to comply with all applicable tax obligations in their jurisdiction. Brantelo shall issue a commercial VAT invoice for each B2B Order.

6.6 Minimum Order Quantities. Products in the B2B catalog may carry minimum order quantities (MOQ). Orders below the applicable MOQ will not be processed. MOQs are displayed on each product listing.

6.7 Quote Requests. B2B Buyers may submit quote requests for specific Products or quantities not available through standard pricing. Quotes are valid for fourteen (14) days from issuance unless stated otherwise. A quote does not constitute an offer capable of acceptance; it is an invitation to treat. A binding Order is formed only upon formal Order submission and acceptance pursuant to Section 7.

7.1 Order as Offer. By completing the Platform checkout process and clicking "Place Order" (or equivalent), you submit a binding offer to purchase the specified Products on the terms displayed. Submission of an Order does not by itself constitute acceptance by Brantelo or the Seller.

7.2 Order Confirmation. A Contract of Sale is formed when Brantelo sends you an Order Confirmation email specifying the Products, quantities, price, and estimated delivery. Until that confirmation is sent, no binding contract exists. An automated acknowledgement email is not an Order Confirmation.

7.3 Right to Decline. Brantelo and/or the relevant Seller reserve the right to decline or cancel any Order at any time prior to despatch, including where: (a) the Product is out of stock or discontinued; (b) a pricing or product description error has occurred on the Platform; (c) the Order is suspected to involve fraudulent, unlawful, or abusive conduct; (d) the B2B Buyer's account is suspended or has an overdue balance; or (e) export control or sanctions regulations prohibit fulfilment to the specified destination. If an Order is declined after payment, a full refund will be issued within 14 days.

7.4 Pricing Errors. Where a Product is listed at an obviously incorrect price due to a typographical or technical error, Brantelo is not obliged to fulfil that Order at the erroneous price and may offer to fulfil the Order at the correct price or issue a full refund.

7.5 Order Modification. Once an Order has been confirmed by Brantelo, modification is not guaranteed and is subject to the Seller's or Brantelo's operational capacity. To request modification, contact sales@brantelo.com immediately with your order reference. Orders that have been despatched cannot be modified.

8.1 Prices. All prices on the Platform are displayed in Euro (EUR) unless otherwise indicated. Prices for Consumer purchases are displayed inclusive of applicable VAT. B2B prices are displayed exclusive of VAT. Prices are subject to change at any time without notice; the price applicable to an Order is the price displayed at the time of Order submission.

8.2 Payment Methods. Brantelo accepts the following payment methods: credit and debit card (Visa, Mastercard, American Express) processed via Stripe; SEPA bank transfer; SWIFT international transfer; and Wise transfer. Availability of payment methods may vary by jurisdiction.

8.3 Payment Obligation. Full payment is required before an Order is processed and despatched, unless the B2B Buyer has been granted Net-30 or Net-60 payment terms. Brantelo will not despatch goods prior to confirmed payment receipt.

8.4 Currency & Bank Charges. All transactions are settled in Euro (EUR). Any currency conversion charges, international transfer fees, or bank charges imposed by the Buyer's financial institution are the sole responsibility of the Buyer.

8.5 Failed Payments. In the event of a failed, reversed, or disputed payment, Brantelo reserves the right to: (a) suspend the relevant Order; (b) suspend the Buyer's account; and (c) seek recovery of the outstanding amount plus any costs reasonably incurred.

8.6 Invoicing. A commercial invoice will be issued electronically to the email address registered on your account within 24 hours of Order Confirmation. B2B Buyers requiring a formal VAT invoice must ensure their VAT number is correctly recorded on their account prior to Order placement.

This Section 9 sets out the specific terms and obligations applicable to Sellers. By applying to become a Seller on the Platform and by listing any Product, Sellers agree to be bound by this Section 9 in addition to all other provisions of this Agreement.

9.1 Application & Verification. Sellers must complete Brantelo's seller application process, which includes submission of: (a) company registration certificate; (b) tax identification documentation; (c) government-issued identification of the authorised representative; (d) bank account details for commission disbursement; and (e) any product catalog or additional documentation requested by Brantelo. Applications are reviewed by Brantelo's compliance team. Brantelo reserves the right to approve or reject any application in its sole and absolute discretion, without being required to provide reasons. Approval is typically communicated within 2–5 business days.

9.2 Seller Representations & Warranties. Each Seller continuously represents and warrants that: (a) it is a duly incorporated and validly operating legal entity in good standing under the laws of its jurisdiction; (b) it has all necessary licences, permits, and regulatory approvals required to manufacture, supply, export, and sell the Products it lists on the Platform; (c) all Products comply with applicable EU and international product safety, labelling, and conformity requirements, including without limitation Regulation (EU) 2019/1020 on market surveillance and EC type-approval requirements where applicable; (d) Products do not infringe any third party's Intellectual Property Rights; (e) all product descriptions, specifications, images, and pricing submitted to Brantelo are accurate, complete, and not misleading; (f) it will fulfil Orders promptly and in accordance with the delivery times stated on its listings; and (g) it will comply with all applicable laws in both its country of establishment and the destination countries of its Orders.

9.3 Listing Standards. Sellers must not list: (a) counterfeit, stolen, or fraudulently obtained goods; (b) Products that are illegal in the destination market or whose export is prohibited; (c) Products that do not conform to the descriptions and images provided; (d) Products subject to active recalls or safety warnings without full disclosure; or (e) any goods outside the automotive, EV, and vehicle accessories categories unless expressly authorised by Brantelo in writing. Brantelo may remove any non-compliant listing at any time without notice or liability.

9.4 Order Fulfilment Obligations. Upon acceptance of an Order, Sellers must: (a) confirm the Order within 48 hours; (b) despatch the Product within the lead time stated on the listing (or within 5 business days where no lead time is specified); (c) provide valid tracking information to Brantelo within 24 hours of despatch; (d) maintain sufficient stock to honour listed Products or promptly update listing availability; and (e) communicate any delay or stock issue to Brantelo immediately at sales@brantelo.com.

9.5 Seller Pricing. Sellers set their own prices and are solely responsible for ensuring their prices reflect all applicable costs including manufacturing, packaging, and export handling. Brantelo may display comparative pricing or highlight competitive deals but does not control or dictate Seller pricing.

9.6 Seller Conduct. Sellers must not: (a) attempt to divert transactions off the Platform to circumvent Commission; (b) contact Buyers or B2B Buyers directly for commercial purposes outside of Order fulfilment; (c) engage in any form of price-fixing or collusion with other Sellers; (d) submit false reviews, ratings, or testimonials; or (e) use any means to artificially manipulate search rankings or Platform algorithms. Any breach of this provision may result in immediate account suspension and recovery of Commission-equivalent damages.

10.1 Commission Rate. Brantelo charges a marketplace service Commission of ten percent (10%) on the gross value (excluding applicable VAT) of each Order successfully completed through the Platform. Commission is automatically deducted from the Seller's proceeds prior to settlement.

10.2 Commission Calculation. The Commission is calculated on the full Order value, inclusive of any Seller-set shipping charges passed to the Buyer, but exclusive of Buyer-paid import duties and taxes. Sellers should factor this Commission into their pricing strategy.

10.3 Settlement Period. All Seller earnings are subject to a forty-five (45) calendar day Settlement Period beginning on the date of confirmed Order placement. The Settlement Period serves as a consumer protection reserve against chargebacks, returns, and disputes. Funds held during the Settlement Period do not accrue interest for the benefit of the Seller.

10.4 Payment Disbursement. Following the expiry of the Settlement Period, cleared funds will be disbursed to the Seller's registered bank account within seven (7) business days, subject to: (a) no active disputes or investigations concerning the relevant Order; (b) the Seller's account being in good standing (not suspended or restricted); and (c) Seller having provided complete and accurate bank account information.

10.5 Commission Adjustments. Where a Buyer exercises a valid return or cancellation right and a refund is issued, the corresponding Commission will be refunded to the Seller within 14 days of the refund being processed, net of any payment processing fees already incurred. Where a chargeback is upheld against the Seller, Brantelo reserves the right to recover the full Order value plus any associated chargeback fees from future Seller disbursements.

10.6 Modification of Commission. Brantelo reserves the right to modify the Commission rate on thirty (30) days' written notice to Sellers. Continued listing of Products on the Platform after the effective date of a modified Commission rate constitutes acceptance of the new rate.

10.7 Taxes on Commission. Commission is exclusive of any applicable VAT. Where VAT applies to Brantelo's marketplace services, Brantelo will issue a valid VAT invoice to the Seller for the Commission amount. Sellers are solely responsible for all tax obligations arising from their sales revenue.

11.1 Delivery Responsibility. Shipping and delivery of Products are the responsibility of the Seller (for Seller-listed Products) or Brantelo (for Brantelo Direct Listings). Estimated delivery timeframes displayed on the Platform are indicative only and are not guaranteed.

11.2 Risk Transfer. Risk of loss and damage to Products passes from the Seller (or Brantelo, as applicable) to the Buyer at the moment the Products are handed to the first carrier for delivery. Brantelo and Sellers are not responsible for delays, damage, loss, or theft occurring during transit once goods have been handed to the carrier.

11.3 Customs & Import Duties. International Orders may be subject to import duties, customs taxes, and regulatory compliance requirements imposed by the destination country. All such charges are the sole responsibility of the Buyer. Brantelo and Sellers shall not be responsible for delays caused by customs clearance procedures. If a shipment is refused or abandoned at customs due to the Buyer's failure to pay applicable duties, the cost of return shipping and any associated fees will be deducted from any refund due.

11.4 Incorrect Delivery Address. Buyers and B2B Buyers are solely responsible for providing accurate and complete delivery address information. Where an Order cannot be delivered due to an incorrect address provided by the Buyer, re-delivery costs are borne by the Buyer. Brantelo and Sellers accept no liability for non-delivery resulting from address errors.

11.5 Lost Shipments. In the event a shipment is confirmed lost by the carrier, Brantelo or the relevant Seller will initiate a carrier investigation. Resolution timelines depend on the carrier's claims process and may take 30–60 business days. Brantelo and Sellers are not liable for consequential losses arising from carrier-confirmed losses, beyond issuing a replacement shipment or full refund at their election.

11.6 Shipping Insurance. Where optional shipping insurance is available and selected by the Buyer at checkout, Brantelo will assist in filing insurance claims on behalf of the Buyer. The ultimate outcome of any insurance claim is determined by the insurer or carrier and is beyond Brantelo's control. For orders exceeding €500 in value, Brantelo strongly recommends purchasing additional shipping insurance.

12.1 Consumer Returns (EU). EU Consumer Buyers may return Products in accordance with their statutory cooling-off right as described in Section 5.3. All such return requests must be submitted to sales@brantelo.com within 14 days of delivery.

12.2 Non-Consumer & Non-EU Returns. Returns outside the EU statutory framework are accepted only where: (a) the Product received is materially defective or non-conforming with the Order description; (b) the wrong Product was delivered; or (c) the Product was damaged in transit (subject to submission of photographic evidence within 72 hours of delivery). Such return requests must be submitted to sales@brantelo.com within 14 days of delivery with full supporting documentation.

12.3 Return Process. All returns must be pre-authorised by Brantelo. Unauthorised returns will not be accepted. Authorised returns must be shipped using a tracked and insured service. Products must be returned in their original packaging with all components, accessories, and documentation. Brantelo reserves the right to reject returns that do not meet these requirements.

12.4 Refund Processing. Approved refunds will be processed to the original payment method within fourteen (14) business days of Brantelo or the Seller confirming receipt and inspection of the returned Product. Shipping costs are refundable only where the return is due to a defect, non-conformity, or Brantelo/Seller error. Commission paid to Brantelo on returned Orders will be refunded to the Seller pursuant to Section 10.5.

12.5 Buyer-Seller Disputes. Where a dispute arises between a Buyer and a Seller regarding an Order, Brantelo offers a mediation service. Either party may escalate a dispute to Brantelo by emailing sales@brantelo.com with supporting documentation. Brantelo will endeavour to mediate a resolution within 15 business days. Brantelo's mediation decision is not legally binding but Sellers who fail to cooperate in good faith with Brantelo's dispute process may face account suspension.

12.6 EU Online Dispute Resolution. EU Consumer Buyers who are unable to resolve a dispute through Brantelo's internal process may access the European Commission's Online Dispute Resolution (ODR) platform at https://ec.europa.eu/consumers/odr. Brantelo's email address for ODR purposes is sales@brantelo.com.

13.1 Seller Warranties. Third-party Sellers are solely responsible for any commercial warranty they offer on their Products. Brantelo does not guarantee the fulfilment of Seller warranties and makes no representations regarding their scope or validity.

13.2 Brantelo Direct Listing Warranty. Where Brantelo is the direct Seller, Products carry a twelve (12) month commercial warranty against manufacturing defects from the date of delivery. This warranty is limited to repair or replacement of the defective Product at Brantelo's election and does not extend to labour costs, vehicle damage, or consequential losses arising from product failure.

13.3 Warranty Exclusions. All warranties — whether statutory, commercial, or implied — are excluded in respect of: (a) damage caused by improper installation, misuse, abuse, or neglect; (b) damage caused by modification, unauthorised repair, or use of incompatible components; (c) normal wear and tear; (d) cosmetic damage not affecting functionality; and (e) damage caused by external factors including accidents, corrosion, extreme temperatures, or chemical exposure.

13.4 No Implied Warranties (B2B). To the maximum extent permitted by applicable law, all implied warranties, including implied warranties of merchantability and fitness for a particular purpose, are excluded in respect of B2B transactions.

14.1 Brantelo IP. All Intellectual Property Rights in the Platform, including its design, architecture, source code, databases, trademarks (including the BRANTELO word mark and logo), service marks, and all content created by Brantelo, are owned by or licensed to Brantelo and are protected under applicable intellectual property law. No licence to use Brantelo's Intellectual Property is granted by this Agreement except as expressly stated herein.

14.2 Limited Licence to Users. Brantelo grants each User a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for its intended purpose (purchasing or selling Products), subject to full compliance with this Agreement. This licence does not include the right to: (a) scrape, crawl, or systematically extract Platform data; (b) reproduce, distribute, or create derivative works from Platform content; (c) reverse engineer or decompile any part of the Platform; or (d) use the Platform or its content for commercial purposes other than buying or selling Products through the Platform.

14.3 Seller Licence Grant. By submitting product listings, images, descriptions, and other content to the Platform, Sellers grant Brantelo a worldwide, royalty-free, non-exclusive, sublicensable licence to use, reproduce, display, distribute, and promote that content for the purposes of operating and marketing the Platform. Sellers represent and warrant they have all necessary rights to grant this licence.

14.4 Infringement Reports. If you believe any content on the Platform infringes your Intellectual Property Rights, please send a written notice to sales@brantelo.com including: identification of the infringed work; identification of the infringing material; your contact details; a statement of good faith belief; and a declaration of accuracy. Brantelo will respond to valid infringement notices in accordance with applicable law.

Users must not engage in any of the following prohibited activities on or in connection with the Platform:

16.1 Disclaimer. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM AND ALL PRODUCTS AND SERVICES PROVIDED THROUGH IT ARE OFFERED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED, ERROR-FREE OPERATION.

16.2 Cap on Liability. Brantelo's total aggregate liability to any User for all claims arising out of or relating to this Agreement — whether in contract, tort (including negligence), statute, or otherwise — shall not exceed the greater of: (a) the total amount paid by that User to Brantelo in the twelve (12) months preceding the event giving rise to the claim; or (b) EUR 500.

16.3 Exclusion of Consequential Loss. IN NO EVENT SHALL BRANTELO BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR REPUTATIONAL DAMAGE, EVEN IF BRANTELO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

16.4 Third-Party Seller Liability. Brantelo is not liable for any loss, damage, injury, or claim arising from: (a) Products listed or sold by third-party Sellers; (b) Sellers' failure to fulfil Orders, comply with applicable law, or meet their obligations under this Agreement; or (c) the accuracy of Seller-provided product descriptions, specifications, or images.

16.5 Exceptions. Nothing in this Agreement limits or excludes Brantelo's liability for: (a) death or personal injury caused by Brantelo's negligence; (b) fraud or fraudulent misrepresentation by Brantelo; or (c) any liability that cannot be excluded under applicable mandatory law, including EU Consumer protection rights where applicable.

You agree to defend, indemnify, and hold harmless Brantelo and its officers, directors, employees, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your use of the Platform in violation of this Agreement; (b) your breach of any representation or warranty made under this Agreement; (c) any Product you list or sell through the Platform (Sellers); (d) your infringement of any third party's rights, including Intellectual Property Rights; or (e) any claim by a Buyer arising from your Product, its quality, safety, or fulfilment (Sellers).

Brantelo reserves the right to assume exclusive control of the defence of any matter subject to indemnification by you, in which case you agree to cooperate fully with Brantelo in asserting any available defences.

Neither party shall be in breach of this Agreement nor liable for any delay or failure to perform its obligations under this Agreement to the extent that such delay or failure results from a Force Majeure Event, provided that: (a) the affected party promptly notifies the other party of the Force Majeure Event and its expected duration; (b) the affected party uses all reasonable endeavours to mitigate the effect of the Force Majeure Event; and (c) the Force Majeure Event was not caused by the negligence or wilful default of the affected party.

If a Force Majeure Event prevents performance for a continuous period exceeding sixty (60) days, either party may terminate the affected Orders or the Agreement on 14 days' written notice, without liability to the other party. Payments already made for undelivered Products shall be refunded in full.

19.1 Termination by User. You may close your account at any time by contacting sales@brantelo.com. Account closure does not affect any outstanding Orders, payment obligations, or disputes. Account closure by a Seller does not affect Brantelo's right to retain Commission on Orders placed prior to closure.

19.2 Suspension & Termination by Brantelo. Brantelo reserves the right to suspend or permanently terminate any User account, with or without notice, for: (a) material or persistent breach of this Agreement; (b) fraudulent, abusive, or unlawful conduct on or through the Platform; (c) conduct that poses a reputational, legal, or operational risk to Brantelo or other Users; (d) failure to maintain minimum Seller performance standards (order fulfilment rate, dispute rate, response time); or (e) insolvency, liquidation, or cessation of business.

19.3 Effect of Termination. Upon termination: (a) all licences granted under this Agreement immediately cease; (b) Sellers' product listings will be removed from the Platform; (c) any outstanding Seller payments subject to the Settlement Period will be processed on their normal schedule, less any amounts owed to Brantelo or subject to open disputes; and (d) obligations that by their nature should survive termination — including Sections 10, 14, 16, 17, and 20 — shall continue in full force and effect.

20.1 Governing Law. This Agreement and any dispute or claim arising out of or in connection with it (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Republic of Estonia, without regard to its conflict of law provisions, and, where applicable, EU regulations and directives having direct effect.

20.2 Jurisdiction. Subject to Sections 20.3 and 20.4, the parties irrevocably submit to the exclusive jurisdiction of the courts of Tallinn, Estonia, to resolve any dispute or claim arising out of or in connection with this Agreement.

20.3 EU Consumer Rights. Notwithstanding Section 20.2, Consumer Buyers residing in an EU Member State may also bring proceedings in the courts of their country of domicile, as provided by Regulation (EU) No 1215/2012 (Brussels Ibis Regulation). The application of any mandatory consumer protection rules of the Consumer's country of habitual residence is not excluded by this Agreement.

20.4 Alternative Dispute Resolution. Brantelo encourages Users to resolve disputes amicably in the first instance by contacting sales@brantelo.com. If a dispute cannot be resolved informally within 30 days, either party may refer the matter to mediation administered by the Estonian Chamber of Commerce and Industry, before commencing litigation. EU Consumer Buyers may also use the EU ODR platform at https://ec.europa.eu/consumers/odr.

21.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, understandings, negotiations, and discussions, whether oral or written.

21.2 Severability. If any provision of this Agreement is held by a competent court to be invalid, unlawful, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or if modification is not possible, severed from the Agreement. The validity and enforceability of the remaining provisions shall not be affected.

21.3 No Waiver. Failure by Brantelo to enforce any provision of this Agreement shall not constitute a waiver of that provision or of Brantelo's right to enforce it subsequently.

21.4 Assignment. You may not assign or transfer your rights or obligations under this Agreement to any third party without Brantelo's prior written consent. Brantelo may assign this Agreement or any rights thereunder to any affiliate, successor entity, or acquirer of all or substantially all of its business without your consent.

21.5 Relationship. Nothing in this Agreement creates a partnership, joint venture, agency, franchise, or employment relationship between the parties. Sellers are independent contractors. B2B Buyers are independent commercial entities.

21.6 Notices. Notices under this Agreement shall be in writing and delivered by email to the addresses registered on the relevant account. Notices to Brantelo should be sent to sales@brantelo.com with a clear subject line identifying the nature of the notice.

21.7 Language. This Agreement is executed in the English language. Any translations are provided for convenience only. In the event of conflict between the English version and any translation, the English version shall prevail.

For all legal enquiries, notices, or correspondence relating to this Agreement:

BRANTELO OÜ Tornimäe tn 5, 10145 Tallinn, Republic of Estonia Registry Code: 17282632 Email: sales@brantelo.com Website: brantelo.com

For customer support, order enquiries, returns, and disputes: sales@brantelo.com Response target: within 2 business days.